General Terms and Conditions

kontiqo - a platform by DIGITALPASSION Ltd.

§ 1 Scope

(1) These General Terms and Conditions (hereinafter 'T&C') apply to all contracts between DIGITALPASSION Ltd., Tassou Papadopoulou 16, House 2, 8270 Tremithousa, Cyprus (hereinafter 'Provider') and the user (hereinafter 'Customer') regarding the use of the Software-as-a-Service platform 'kontiqo' (hereinafter 'Service'). (2) The Customer may be either a consumer within the meaning of § 13 BGB (German Civil Code) or an entrepreneur within the meaning of § 14 BGB. (3) Deviating, conflicting or supplementary general terms and conditions of the Customer shall only become part of the contract if the Provider has expressly agreed to their applicability in writing. (4) A minimum age of 18 years is required to use the Service.

§ 2 Subject Matter

(1) The Provider makes available to the Customer via the Internet a cloud-based platform for the creation of social media content. The scope of functions is determined by the current service description on the website www.kontiqo.io. (2) The Provider renders its services subject to availability and technical capabilities. The Provider is entitled to expand, improve or adjust the functionality of the Service at any time, provided this is reasonable for the Customer.

§ 3 Registration and Contract Conclusion

(1) The use of the Service requires registration. Upon completion of registration, a usage contract is concluded between the Customer and the Provider. (2) The Customer is obligated to provide truthful and complete information during registration. Changes to data must be communicated to the Provider immediately or updated in the user account. (3) The Provider reserves the right to reject registrations without stating reasons. (4) After successful registration, the Customer receives access to a free trial period of 14 days. If the Customer does not conclude a paid subscription after the trial period, their user account remains in place as a free account ("Free"); § 10 (2) governs which functions are available in this state.

§ 4 User Account and Access Data

(1) The Customer is responsible for keeping their access data confidential. They must protect it from access by third parties. (2) The Customer is liable for all activities carried out using their user account, unless they are not responsible for the misuse. (3) In case of suspected unauthorized use of the account, the Customer is obligated to inform the Provider immediately at info@kontiqo.io. (4) The Provider is entitled to temporarily suspend access to the user account if there are concrete indications of misuse or a violation of these T&C.

§ 5 Scope of Services

(1) The Provider makes available to the Customer a cloud-based platform that includes the following core functions: - Voice input for capturing content ideas (Voice-to-Text) - AI-powered creation of social media posts - Adaptation of writing style to the individual tonality of the Customer (Tone-of-Voice Training) - Analysis of viral content for reach optimization - Image generation for social media posts - Scheduling and timing of posts - Agency functions for managing multiple client accounts (depending on the selected plan) (2) The specific scope of functions depends on the plan selected by the Customer and the current service description on www.kontiqo.io. (3) The Provider is entitled to continuously develop and improve the Service. Significant restrictions in functionality that more than insignificantly affect the Customer will be announced by the Provider with reasonable notice.

§ 6 Availability

(1) The Provider strives for an availability of the Service of 99% on an annual average. Excluded from this are times when the Service is not accessible due to technical disruptions beyond the Provider's control (force majeure, fault of third parties, etc.). (2) The Provider is entitled to temporarily restrict the Service for maintenance work. Planned maintenance work will, where possible, be carried out outside normal business hours and announced to the Customer in advance. (3) There is no entitlement to uninterrupted availability of the Service.

§ 7 Prices and Plans

(1) Use of the service is subject to a charge after expiry of the free 14-day trial period. The currently valid prices and plans can be found in the price overview at www.kontiqo.io/pricing. (2) For consumers, the prices stated are total prices including the applicable statutory value added tax; the specific tax amount is shown before the order is completed and is the applicable amount. For business customers within the meaning of Sec. 14 of the German Civil Code (BGB), prices are net plus the applicable statutory VAT; upon provision of a valid VAT identification number, the reverse charge mechanism may apply. (3) The provider reserves the right to change prices with a notice period of at least 4 weeks to the end of the respective billing period. The customer will be informed of price changes by email. If the customer does not object to the price change within 2 weeks of receipt of the notification, the change is deemed accepted. The provider will inform the customer in the change notification of the possibility of objection and its consequences.

§ 8 Billing Period and Payment

(1) The Customer may choose between monthly and annual billing. The billing period begins on the day the paid subscription is concluded. (2) Payment is made in advance at the beginning of each billing period. (3) Payment processing is handled by the payment service provider Stripe. The terms of use of Stripe (https://stripe.com/legal) apply additionally. (4) The Provider will provide the Customer with an invoice in electronic form. (5) In the event of default of payment, the Provider is entitled to temporarily suspend access to the Service after prior notice, until the outstanding payments have been settled.

§ 9 Credits

(1) The Customer has the option to purchase additional credits to use services beyond the quota included in the booked plan. (2) Purchased credits are valid indefinitely as long as an active paid subscription exists. They do not expire at the beginning of a new billing period. (3) When the paid subscription ends - either through cancellation by the Customer or because the Customer does not conclude a paid subscription after the trial period - all unused credits expire without replacement at the end of the paid billing period. No refund or payout of unused credits will be made. (4) Credits are non-transferable and cannot be exchanged for cash or other means of payment.

§ 10 Contract Duration

(1) The contract is concluded for an indefinite period and automatically renews for the selected billing period (monthly or annually), unless it is cancelled. (2) The free trial period of 14 days ends automatically. If the Customer does not conclude a paid subscription, their user account remains in place as a free account ("Free"). In this state the Customer can still view and export content they have already created; no new content can be generated, and the scheduling and publishing functions are not available. "Free" is not a bookable plan but the state of the user account without a paid subscription. The paid plans are Basic, Pro and Business.

§ 11 Cancellation and Plan Change

(1) The Customer may cancel the subscription at any time at the end of the current billing period via their user account (Dashboard). Where a lower-priced paid plan is offered, the Customer may switch to that plan instead. Once the subscription has ended, § 10 (2) applies accordingly. There is no notice period. A button labelled 'Cancel contracts here' is also available for cancellation at www.kontiqo.io/kuendigung. § 33 additionally applies to switching to another provider and to the transfer of the data; no notice period has to be observed for that either. (2) In the event of cancellation or a plan change, the previous functionality remains available until the end of the already paid billing period. No pro-rata refund of fees already paid will be made. (3) The right to extraordinary termination for good cause remains unaffected. Good cause exists in particular if a party repeatedly violates material contractual obligations despite a warning. (4) The Customer may delete their account completely at any time via the user account (Dashboard). Deletion is permanent and cannot be reversed. All personal data of the Customer will be irrevocably deleted, unless statutory retention obligations apply. Upon deletion of the account, all unused credits expire without replacement.

§ 12 Right of Withdrawal for Consumers

(1) If the customer is a consumer within the meaning of Sec. 13 of the German Civil Code (BGB), they have a statutory right of withdrawal. (2) Withdrawal instructions: You have the right to withdraw from this contract within fourteen days without giving any reason. The withdrawal period is fourteen days from the day the contract was concluded. To exercise your right of withdrawal, you must inform us (DIGITALPASSION Ltd., Tassou Papadopoulou 16, House 2, 8270 Tremithousa, Cyprus, email: info@kontiqo.io) of your decision to withdraw from this contract by means of a clear declaration (e.g. by email). You can also declare the withdrawal via the 'Withdraw from contract' function at www.kontiqo.io/widerruf. You may use the attached model withdrawal form, which is, however, not mandatory. To meet the withdrawal deadline, it is sufficient to send the notification of the exercise of the right of withdrawal before the withdrawal period expires. (3) Consequences of withdrawal: If you withdraw from this contract, we shall reimburse all payments we have received from you without undue delay and at the latest within fourteen days from the day on which we received the notification of your withdrawal from this contract. For this reimbursement, we will use the same means of payment that you used for the original transaction, unless expressly agreed otherwise with you; in no case will you be charged any fees for this reimbursement. If you requested that the service begin during the withdrawal period, you shall pay us a reasonable amount corresponding to the proportion of the services already provided up to the time at which you inform us of the exercise of the right of withdrawal with regard to this contract, compared to the total scope of the services provided for in the contract. (4) Early expiry of the right of withdrawal: The right of withdrawal expires early if the provider has fully performed the service and only began performing it after the customer gave their express consent and at the same time confirmed their knowledge that they lose their right of withdrawal upon full performance of the contract by the provider. This consent is expressly requested during checkout. (5) Model withdrawal form (if you wish to withdraw from the contract, you may complete this form and return it to us): To DIGITALPASSION Ltd., Tassou Papadopoulou 16, House 2, 8270 Tremithousa, Cyprus, email: info@kontiqo.io - I/we (*) hereby withdraw from the contract concluded by me/us (*) for the provision of the following service: ________ - Ordered on (*)/received on (*): ________ - Name of consumer(s): ________ - Address of consumer(s): ________ - Signature of consumer(s) (only if notified on paper): ________ - Date: ________. (*) Delete as appropriate.

§ 13 Usage Rights

(1) The Provider grants the Customer a simple, non-transferable and non-sublicensable right to use the Service within the framework of these T&C for the duration of the contractual relationship. (2) The Customer acquires the unrestricted right of use to all content created using the Service (in particular texts and images). The Customer may freely use, publish and edit this content. (3) The Customer grants the Provider the right to process the content entered by the Customer (e.g. voice recordings, texts) exclusively for the purpose of providing the Service. No further use by the Provider shall be made. (4) Where the Customer embeds third-party stock photos (in particular from Pexels) into their posts via the Service, such images are not governed by the licence under paragraph 2 but by the licence terms of the respective provider (Pexels License: https://www.pexels.com/license/). In particular, this prohibits selling unaltered copies as stock photos or prints, redistributing the images on other stock photo platforms, or depicting identifiable persons or brands in a derogatory manner or to imply an endorsement. The Customer undertakes to comply with the applicable licence terms and shall indemnify the Provider against any third-party claims arising from a breach of these terms.

§ 14 Customer Obligations

(1) The Customer undertakes to use the Service only within the framework of applicable laws and these T&C. (2) The Customer is particularly prohibited from: - using the Service to create or distribute spam content - creating content that serves political manipulation, disinformation or election interference - creating or distributing hate speech, discriminatory, seditious, insulting, defamatory, violence-glorifying, pornographic or content harmful to minors - using the Service to create content for fake accounts or fake identities - manipulating, overloading or disrupting the technical infrastructure of the Service - circumventing security mechanisms or using the Service for automated mass queries - sharing access data with third parties or creating multiple accounts for the same person - using the Service in a manner that impairs use by other customers (3) The Customer shall indemnify the Provider against all claims by third parties arising from unlawful use of the Service by the Customer.

§ 15 Suspension

(1) The Provider is entitled to temporarily or permanently suspend the Customer's access to the Service if there are concrete indications of a violation of these T&C or if the Provider is legally obligated to do so. (2) The Provider will inform the Customer about the suspension and its reasons, unless legal or regulatory obstacles prevent this.

§ 16 Data Protection

(1) The Provider processes personal data of the Customer exclusively within the framework of applicable data protection regulations, in particular the General Data Protection Regulation (GDPR). (2) The nature, scope and purpose of data processing as well as the rights of the Customer as a data subject are set out in the privacy notice at www.kontiqo.io/privacy.

§ 17 Data Export and Deletion

(1) The Customer may at any time export a complete copy of their personal data in JSON format via their user account (Dashboard) (Art. 15 and Art. 20 GDPR). The export includes all personal data stored for the user account, in particular: account information, profile and settings; all ideas, posts and their associated images and videos; the connections to third-party platforms (LinkedIn, Facebook, Instagram, Telegram, Canva) together with the connected channels and the consents given for them; style and learning data including the feedback history; statistics and comments on the Customer's own posts; subscription, payment and refund records; withdrawals and cancellations; company memberships; and usage logs. Not included are access tokens for third-party platforms and internal security features, whose disclosure would compromise the security of the connections, and machine-generated vector representations of texts, which have no readable informational value for the Customer, and the internal instruction texts (prompts) with which the Provider directs the AI model to generate suggestions - the Customer's underlying texts themselves are included in both cases. Content assigned to a company belongs to that company's export and not to the personal account. (2) The Customer may exercise their right to erasure (Art. 17 GDPR) at any time via the 'Delete Account' function in the user account. Deletion is permanent and irreversible. (3) The Provider is entitled to retain certain data beyond deletion to the extent that statutory retention obligations exist (e.g. tax law obligations).

§ 18 Data Processing

(1) Insofar as the Customer processes personal data of third parties in the course of using the Service (e.g. when using agency functions), the Provider acts as a data processor within the meaning of Art. 28 GDPR. (2) In this case, the parties are obligated to conclude a data processing agreement (DPA). The DPA can be concluded electronically via the user account or requested at info@kontiqo.io.

§ 19 Provider's Liability

(1) The Provider is liable without limitation for damages arising from injury to life, body or health based on an intentional or negligent breach of duty by the Provider or its legal representatives or vicarious agents. (2) The Provider is liable without limitation for other damages based on an intentional or grossly negligent breach of duty by the Provider or its legal representatives or vicarious agents. (3) In the case of slightly negligent breach of material contractual obligations (cardinal obligations), the Provider's liability is limited to the typical, foreseeable damage. (4) The Provider's liability for slightly negligently caused damages is limited in amount to the fees paid by the Customer in the last 12 months before the occurrence of the damage. (5) Otherwise, the Provider's liability for slightly negligently caused damages is excluded. (6) The above limitations of liability do not apply to claims under the Product Liability Act or for damages based on the absence of a guaranteed quality.

§ 20 Liability for Content

(1) The Customer is solely responsible for the content they create and publish using the Service. The Provider assumes no liability for the accuracy, completeness or legality of the content created by the Customer. (2) The content generated by the Service (texts, images) is created using AI technology. The Provider does not guarantee that this content is error-free, factually correct or suitable for the intended purpose. The Customer is obligated to check all generated content for accuracy and legality before publication. (3) The Provider is not liable for damages incurred by the Customer through the publication of erroneous, misleading or infringing content, unless the Provider caused them intentionally or through gross negligence.

§ 21 Liability for Third-Party Platforms

(1) The Service enables connection to and publication on third-party social media platforms (e.g. LinkedIn). The Provider has no influence on the availability, functionality or terms of use of these third-party platforms. (2) The Provider is not liable for damages caused by changes, restrictions or outages of third-party platforms. (3) The Provider is not liable for suspensions, restrictions or deletions of the Customer's account on third-party platforms, regardless of whether they are related to the use of the Service.

§ 22 Liability for Availability

(1) The Provider is not liable for damages caused by temporary unavailability of the Service, insofar as the unavailability is due to circumstances beyond the Provider's control (e.g. force majeure, disruptions at third-party providers, cyberattacks). (2) Claims by the Customer due to unavailability are limited to the pro-rata refund of the fee for the affected period, provided the unavailability exceeds a continuous period of more than 72 hours and the Provider is responsible for it.

§ 23 Defect Claims

(1) The Provider warrants that the Service essentially corresponds to the functions described in the service description on www.kontiqo.io. (2) A defect exists if the Service does not fulfill or does not have the agreed functionality. Insignificant deviations from the service description as well as restrictions due to force majeure, disruptions at third-party providers or improper use by the Customer do not constitute a defect. (3) The Customer is obligated to report defects immediately after discovery at info@kontiqo.io and describe the defect as precisely as possible. (4) In the event of a defect, the Provider is entitled to subsequent performance. Subsequent performance is carried out at the Provider's discretion by eliminating the defect or by providing a workaround, provided this is reasonable for the Customer. (5) If subsequent performance fails, the Customer is entitled to reasonably reduce the monthly price. The right to extraordinary termination remains unaffected.

§ 24 No Success Guarantee

(1) The Provider owes the provision of the Service, but not a specific result. In particular, the Provider does not guarantee: the reach, engagement or performance of the created content on third-party platforms; the economic success of the Customer through the use of the Service; the permanent compatibility with third-party platforms or their interfaces. (2) The quality of the generated content depends, among other things, on the Customer's inputs. The Provider does not guarantee that the results meet the Customer's expectations.

§ 25 Changes to the T&C

(1) The Provider is entitled to amend these T&C with effect for the future, insofar as this is necessary for objective reasons and the Customer is not unreasonably disadvantaged thereby. Objective reasons exist in particular in the case of: changes in the legal situation or case law; changes in technical framework conditions; introduction of new functions or services; closing of regulatory gaps. (2) The Provider will inform the Customer of changes to the T&C at least 4 weeks before they take effect by email. The changes are deemed approved if the Customer does not object in writing or by email within 2 weeks of receiving the change notification. (3) The Provider will inform the Customer in the change notification about the possibility of objection, the deadline and the consequences of objection or silence. (4) If the Customer objects to the change, the contractual relationship continues under the existing conditions. In this case, the Provider is entitled to ordinarily terminate the contractual relationship at the end of the current billing period.

§ 26 Applicable Law

(1) The law of the Republic of Cyprus applies, excluding the UN Convention on Contracts for the International Sale of Goods (CISG). (2) If the Customer is a consumer, the mandatory consumer protection provisions of the state in which the Customer has their habitual residence remain unaffected by this choice of law.

§ 27 Jurisdiction

(1) If the Customer is an entrepreneur, a legal entity under public law or a special fund under public law, the exclusive place of jurisdiction for all disputes arising from or in connection with this contract is Paphos, Cyprus. (2) If the Customer is a consumer, the statutory provisions on jurisdiction apply.

§ 28 Dispute Resolution

The Provider is neither willing nor obligated to participate in dispute resolution proceedings before a consumer arbitration board.

§ 29 Written Form and Electronic Communication

(1) Amendments and additions to these T&C require text form (e.g. email). This also applies to the waiver of this written form requirement. (2) The Customer agrees that contractual communication (e.g. invoices, change notifications, cancellation confirmations) may be conducted electronically.

§ 30 Severability Clause

(1) Should individual provisions of these T&C be or become invalid or unenforceable, the validity of the remaining provisions shall remain unaffected. (2) In place of the invalid or unenforceable provision, a valid and enforceable provision shall be deemed agreed which comes closest to the economic purpose of the invalid or unenforceable provision.

§ 31 Contact

For questions about these T&C or the Service, you can reach the Provider at: DIGITALPASSION Ltd. Tassou Papadopoulou 16 House 2 8270 Tremithousa Cyprus Email: info@kontiqo.io

§ 32 Right to Switch Providers

(1) The Customer may switch to another provider or move processing to their own systems at any time. The Provider supports the Customer in doing so and provides the Customer's data in a structured, commonly used and machine-readable format. (2) The Provider does not impose any technical, contractual or organisational obstacles that prevent the Customer from switching or make switching unreasonably difficult.

§ 33 Time Limits for Switching Providers

(1) If the Customer notifies the Provider that they wish to switch, the switching process begins. The Customer does not have to observe any notice period for this; the Provider does not make use of the maximum period of two months permitted by law for initiating a switch. § 11 (1) remains unaffected. (2) The transitional period during which the data transfer takes place begins when that notification is received and is no more than 30 calendar days. (3) If the switch cannot technically be completed within that transitional period, the Provider notifies the Customer within 14 working days of the switch being requested, provides due justification of the technical infeasibility and states an alternative transitional period that does not exceed seven months.

§ 34 Availability of the Data After the Switch

(1) An export archive that has been created remains available for retrieval for 30 calendar days from its creation. If an archive expires before the Customer has retrieved it, the Customer may request a new one at any time via the export function; the statutory minimum retrieval period of 30 calendar days from the end of the transitional period is thereby maintained. (2) The Customer's data remains stored in their user account until they delete the account; the Provider does not delete it merely because of a change of provider. § 11 (4) applies to deletion. (3) If the Customer expressly requests deletion of their account, the Provider deletes the data without undue delay; an export archive that has already been created then remains available for 24 hours only, so that the download link already sent can still be used.

§ 35 Data Export

(1) The Customer may request their data at any time via the export function in the settings. The Provider creates the archive asynchronously and sends the Customer a download link by email. (2) The export is provided as a ZIP file and contains the Customer's content, settings and usage data as JSON files, as well as their uploaded and generated media in their original file format. (3) The export is free of charge for the Customer.

§ 36 Known Technical Limitations

(1) So that the Customer can assess the effort involved in switching, the Provider states the limits of the export openly. (2) For security reasons the export does not contain access or connection tokens for connected services; these are of no use to the Customer anyway and would have to be granted anew at the new provider. (3) Content already published on a third-party platform (such as posts on LinkedIn, Facebook or Instagram) resides there and must be obtained via that platform's own export functions; the export contains the versions and identifiers stored with the Provider. (4) The Provider does not currently offer a public programming interface for automated retrieval; the export via the settings is the intended route.

§ 37 Fees for Switching Providers

(1) The Provider does not charge the Customer anything for the switch itself. (2) Fees for services that go beyond providing the data are agreed expressly in advance between the parties.